CWRN: Shareholders at Option on $0.15 Buyout Tender

A buyout tender of $0.15 cents for all issued and outstanding common shares of Cotton & Western Mining, Inc. was recently rejected by the Board of Directors; however, the Majority Shareholders, Robert L. Cotton & Sharon Vazquez have decided that the offer from Freedom Network should be disclosed to our shareholders as further thoughts on the matter are being evaluated and considered. As a shareholder of Cotton & Western Mining, Inc., each one should have the options available on an individual basis; therefore, we are providing the following information for your consideration:

"In lieu of the fact that you have decided not to accept our buyout offer of $0.15 per share, the board and I are deliberating the possibility of increasing our buyout offer. The 2011 projected earnings of Cotton and Western, the recent acquisition of the additional mine and the rising iron prices add significant value to your company. The board and I believe that a potential buyout in the range of $0.18 per share may be warranted. We are reviewing a number of investment opportunities as we continue to diversify in the small-cap arena. Nevertheless, we hope to consummate a deal in the coming days with your company. Information regarding where shareholders may tender their shares will be provided at the appropriate time, once an official offer has been approved by all parties."

Sincerely,
Michael Jacobs
CEO

Notes: The Baja Pacific -- "Mina Guadalupe" is operated by Panamerican Minerals Ventures, S.A. de C.V., Ensenada, Baja California, under contract with CWRN and held in trust for CWRN by its principal officers and directors, Robert L. Cotton and Sharon Vazquez.

A collection of photographs posted on a U-Tube video by an unknown party, has recently come to our attention and it reflects the progress of the Baja Pacific Mining Project from day one through stockpiling finished products at the Port of Ensenada, interested parties may view the collection at: http://www.youtube.com/watch?v=BxcFCjKd7OU; thanks to whomever put it together.

About Cotton & Western Mining, Inc.Cotton & Western Mining, Inc. (PINKSHEETS: CWRN) a Nevada Corporation that is engaged in metal mineral exploration, development and operations for "Iron Mineral Mining". For more information, please visit the company's website at www.cottonwestern.com.

Safe Harbor: Statements regarding financial matters in this press release other than historical facts are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and as that term is defined in the Private Securities Litigation Reform Act of 1995. The Company intends that such statements about the Company's future expectations, including future revenues and earnings, technology efficacy and all other forward-looking statements be subject to the Safe Harbors created thereby. The Company is a development stage firm that continues to be dependent upon outside capital to sustain its existence. Since these statements (future operational results and sales) involve risks and uncertainties and are subject to change at any time, the Company's actual results may differ materially from expected results.